Almost Lost
by OfTheFullMoon
Summary: Sometimes living through something horrible isn't as bad as the memories that can haunt you long after the experience. After the destruction of Chicago, Sam struggles to face his fears and the realization that he almost lost his closest friend.


_Italics = thoughts/memories, except when emphasizing a word._

_::Lyrics:: = Bee's radio._

_I don't own Transformers or any of the characters. All characters belong to the original creators._

* * *

Looking at the remains of Chicago didn't get any easier, no matter how many times you forced yourself to stare the ruin and realize that it wasn't a dream. Sam Witwicky knew this very well. After all, he'd watched the destruction happen. In fact, he'd been right in the middle of it. One would think that having buildings crumbling around you and explosions turning the air into a smoky haze would make anything else in life look like a relaxing weekend afternoon. That couldn't be farther from the truth. Witnessing the horror wasn't nearly as bad as reliving the memories.

Sam trudged down one of Chicago's many streets, hands in his pockets, gaze fixed vacantly ahead. He didn't know exactly what part of the city he was in and didn't much care. All of the streets looked alike at this point – strewn with rubble and surrounded by half-decimated buildings. It really didn't matter where he was.

He knew that it was probably not the best idea to be wandering alone. There was still the possibility that Decepticons could be hiding within the city, waiting for a chance to strike a vengeful blow to their enemies. But Sam didn't care about that either. He'd barely slept during the three days since the destruction had happened, and he was desperate to find a way to keep his mind occupied. If walking straight into danger did the trick, then so be it.

It wasn't that he hadn't tried to sleep, but after two hours of slumber that first night after the battle, he'd shot up in his sleeping bag, eyes wide and stomach churning from dreams that he'd give anything to forget. He hadn't slept since. For a while, the daylight had kept the memories at bay, but after several days of not sleeping and still being exhausted from battling the Decepticons, even the sunshine couldn't keep the horrors from taunting him with what he'd almost lost.

The shriek of tearing metal snapped Sam out of his hypnotized daze. One of the smaller buildings along the street finally succumbed to the damage it had suffered and came crashing to the ground.

Sam held up his hands to ward off any falling debris, flinching when something within the building exploded, sending out a wave of heat and flame. He blinked in the settling dust as the charred remains of some unknown material floated down around him, scattered orange and red flames flickering among the rubble.

_Flames and smoke…pieces of metal falling like rain from the sky…the taste of salty tears…the blazing sunset burning his eyes…please no…not them…not _Bee_…_

The memory vanished as quickly as it had come, allowing Sam to wrench his gaze from the destruction. Suddenly, walking amidst the crumbling buildings no longer held any appeal. He was sick of looking at the devastation around him.

Sam turned and began to retrace his steps, heading back the way he had come, ignoring the soft crackle of the burning wreckage behind him. What was one more little fire? One more building gone? It wasn't enough to matter at this point.

Sam didn't even have to think about where he was going now. Although he would have denied it if anyone asked, he found himself longing for the safety of NEST.

One of the first things that NEST had done after the battle was to set up a temporary base in a number of empty warehouses within the city, providing a place to treat their wounded and to regroup before they went out into the rest of Chicago to start scouring the city for remaining 'Cons. Sam had chosen to stay there as well, despite the government's offers to evacuate him from the city. He'd refused. There was no way he was leaving when the Autobots were staying to help. There was no way he was leaving Bumblebee.

_Looking up from the ground to see Optimus towering over him…Autobots appearing out of nowhere…Bumblebee crouched in front of him, optics glowing with reassurance…can't speak…can't move…can't _breathe_…"I saw your ship blow up"…_

Sam shook his head, willing the memory out of his mind, realizing that he had frozen in the middle of the street. His breathing hitched as he fought the partial paralysis the memory had brought. Sam pressed the heels of his hands against his eyelids, trying to control his emotions. The memory should have been a happy one, but instead it filled him with fear. He had been so close to losing them…so close to losing his best friend. If Optimus had decided to truly leave Earth, then every single one of the Autobots would have been nothing more than burning scrap metal and ashes. It was a painful and frightening reminder that the Autobots weren't indestructible; they were still mortal and one moment could snuff out their sparks. It was still possible that Sam could lose them for good, and there would be nothing he could do to stop it. That knowledge scared him to death.

Sam forced his exhausted body to start walking again, and pasted a relaxed, confident smile on his face as he strolled into the NEST encampment. His eyes latched onto a familiar face and he made his way over to the man, determined to find something that would distract him from his memories.

"Hey Epps, how's it going?"

The former soldier glanced up at Sam and managed a weary smile. "It's going. It's a lot of work, but we're gettin' there."

"Is there anything I can do? You know, clean up duty, search for survivors, hunt down Decepticons? It's not like I'm busy or anything."

Epps smiled at the young man's lighthearted tone. "If you really want to help, we can always use another pair of hands. There's a group going out in about five minutes to find more survivors and bring them to the nearest relief station. You can join them if you want." He peered into Sam's face, a hit of doubt in his eyes. "You sure you can handle this, kid? It's not gonna be pretty."

Sam nodded. "I can do it."

Epps nodded in return. "Follow me."

The two walked over to the edge of the camp, threading their way through dozens of soldiers, relief workers, and volunteers of all types. A group of about a dozen civilians stood looking up at Ratchet, the Autobot medic, as he gave them careful instructions on what to do with any survivors.

"And if they show any signs of going into shock or post-trauma…"

"Hey, Ratchet!" Epps yelled, cutting off the medic in mid-lecture, "I've got another volunteer for you."

Ratchet turned to look at Sam, optics narrowing as he spied the boy.

"Hey, Ratch'." Sam gave a feeble wave. "What did I miss?"

Ratchet rose from his crouching position to his full height, folding his arms in disbelief. "Am I correct in assuming you are volunteering your services?"

"Yeah. I figured that I may as well do something instead of standing around here, so…"

Ratchet snorted. "_You_ are going nowhere. Not until you're fully stable."

"Stable? Come on, Ratchet! I'm fine! Look, no broken bones, gaping wounds…"

"No, Sam. You have just survived several near fatal encounters with Decepticons and suffered from various minor injuries to your form, severe exhaustion, and possibly traumatic mental and emotional stress from the battle."

A wave of fury and desperation swept through Sam as he glared at the medic. "Listen, I've survived Mission City, Egypt, and now this!" He waved a hand at the still smoking buildings. "I'm perfectly fit to help. I'm not weak!"

The medic was crouched in front of him in a flash, blue optics seeming to pierce right through him. "I never said you were weak." Ratchet's voice held a warning tone that made Sam flinch. "But you. Are not. Well." A giant metal finger pointed in Sam's face, emphasizing the words. "And don't think I don't know that, Samuel Witwicky. You're staying here, and that's final."

"I'm coming." Sam snapped back.

Ratchet's optics blazed at his response. "You're a slagging idiot if you think that I'd allow you to go out in your state and exhaust yourself further! Unless you want to end up half dead, you'll keep your slagging aft _here_." Ratchet stood again and glared down at the human boy. "You are to rest until you are functioning correctly again." The CMO turned back to the team of volunteers, most of which looked more than a little nervous from hearing the medic's sharp words.

Sam looked miserably at the team of volunteers, his anger fading as quickly as it had come, leaving him more exhausted than before.

"Well, you heard the doc." Epps said, clapping Sam on the shoulder. "Guess you're stuck resting until he decides you're all in one piece." He glanced at Sam's miserable face. "Don't worry. You're really not missing out on much." He nodded at Sam, then headed off into the flow of the camp to return to his duties.

Sam stood in silence a few minutes longer, then began to wander around the camp, trying to find something to concentrate on. He watched the NEST members coming and going, waving to the occasional Autobot who came through the camp _(Dino…Wreckers…Sideswipe…where was Bumblebee?) _and trying to focus on anything but his fears.

_The Autobots surrounded by Decepticons…peering out from the inside of a __ruined car…watching a Decepticon twist Bee's arms cruelly behind his back…fear…overpowering fear…"No prisoners…only trophies"…Que falling to the ground…Soundwave dragging Bumblebee away from the rest of the Autobots…_

Sam desperately tried to force the memory away…the worst memory he possessed…the one he feared most of all. He stumbled behind one of the warehouses away from the eyes of NEST, trying to get a hold of himself.

_Soundwave's cannon to Bee's head…"You can't help him!"…so helpless…_

Sam curled up against a wall, clutching his head as everything within him twisted in pain.

_Bumblebee's optics meeting his eyes…knowing that there's no escaping death this time…there's no time to say good-bye…please…somebody _save him_…_

Sam retched, unable to take it anymore. He wasn't quite sure how long he knelt on the ground, but as his heaves turned to gasping sobs, he was filled with an urge to find his guardian…to make sure that he was still alive and that Bee's escape hadn't been just some desperate hallucination his battered mind had cooked up.

It took Sam all of five minutes to go through the camp to find that his guardian was nowhere in sight. He reminded himself that his friend was probably out with one of the NEST teams somewhere in Chicago, as were most of the other Autobots. As tempting as it was to take off _now _and search every last street and building for Bee, the only practical thing he could do was wait. Bumblebee was sure to return soon. There was nothing that could happen to him now that the battle was over. Nothing at all.

Five hours of pacing the camp later, Sam could no longer ignore the panic that had been building inside him. The late hour and growing darkness did little to calm his fears – quite the opposite, in fact.

_He should have been back by now._

The taunting thoughts grew stronger with every passing minute.

_He's probably dying on some lonely street, and there's nothing you can do about it._

Keep walking. Just keep moving. If you move fast enough, your fears can't catch you.

_You remember what energon looks like, don't you, Sam? Can you see it spilling onto the road? Sliding across yellow armor? Blue looks so beautiful running in little rivers across dark pavement…_

"Stop!" Sam came to a halt, panting as he struggled to place the voice that had yelled. It took him a few seconds to realize that it had been his own. A quick glance around showed that no one seemed to have heard him. Most of NEST was occupied elsewhere, either still out in the city or preparing to rest for the night.

Sam forced himself to take a deep breath. Bee's long absence wasn't unusual – many teams were spending hours away from the camp. Chicago was a big city and one couldn't expect to clean up even a small section in a few hours. There was nothing to worry about. Bee was safe.

_But would he really leave you alone for such a long time?_

Sam shook his head. Of course he would. He would assume that Sam was safe at the camp. He was safe with NEST, and Bee was needed elsewhere.

The minutes continued to grow into hours, and Sam's fears grew with them. The dark forms of the looming buildings seemed to morph into Decepticons, and every flickering shadow held a potential threat. He couldn't take it anymore.

Sam entered the warehouse where the human portion of NEST and various volunteers gathered, noting that it held less than two dozen people. Both humans and Autobots had set up a rotation of shifts so that members of different teams could rest while the others worked, and apparently the darkness didn't halt their efforts. He found his sleeping bag crumpled in the corner where he had left it three days ago, once he had finally abandoned all attempts at sleeping.

Sam grabbed the cloth bed and wrapped it around his shoulders like a blanket. He stumbled out the door and made his way to the building that the Autobots had set up for themselves. Originally, NEST had planned to keep both humans and Autobots together, but with the outside help joining the camp, it was thought that it would keep the new arrivals more at ease if they didn't have to share the same building with the Autobots, especially when it came time to sleep. Knowing that one's supposed allies were of the same race as those that had destroyed Chicago, and that those beings were _sleeping _in the same vicinity could be frightening to those not used to their presence.

The building was dark, except for a soft blue glow that came from several devices in the hastily constructed medbay in one corner of the empty building, providing just enough light for Sam to see by. In another corner of the warehouse, two of the Wreckers sat in their alt forms, deep in recharge. It seemed logical that if…_when…_Bee came back, he would come here to rest. At least Sam hoped so. He wrapped himself in his sleeping bag and stared at the hypnotic blue lights, trying to force his frantic thoughts to calm down.

It was three in the morning according to Sam's watch when the familiar sound of a rumbling engine approached the building. Sam leapt up from where he was sitting, sleeping bag falling from his shoulders. _Bee._

The Autobot transformed almost immediately as he entered the building, blue optics turning towards Sam. It never ceased to amaze Sam how Bee always seemed to know when he was around. Even though he was standing in complete silence in a darkened warehouse, Bee knew exactly where he was and didn't hesitate in approaching him.

Sam could barely hide his relief as he looked up at his guardian, who crouched in front of him to be more at eye-level with his charge. Tears pricked at Sam's eyes as he realized that his worries had been unfounded – that Bee was standing _right there_ in front of him, safe and unharmed.

"Hey." Sam gave Bee what he hoped was a cheerful smile. "How're things going? Find any more Decepticons?"

Bumblebee shook his head. _::We are the champions, my friends.::_ He reached out and lightly touched Sam's shoulder with one finger, trying to reassure him.

"Yeah, well, I think I'll be looking for Decepticons in every electronic object I see for the next year or two." He forced a small laugh, looking anywhere but his friend, trying to appear nonchalant. "This time was worse than Mission City and Egypt combined. I mean, not that I thought that I...we…well, I guess _you_ all couldn't handle it. I never doubted it for a second. Never thought that you couldn't handle a bunch of rusty Decepticons. I mean, you're Autobots – nothing could ever hurt you…"

Bumblebee cocked his head at Sam's rambling. Despite the cool exterior the human had been putting up after the whole event, Bee had sensed that there was something that was bothering him.

"Sam?" The name came out laced with static, but it got Sam's attention.

Sam stopped his chatter to glance back at Bee. "Yeah?"

_::Won't you tell me what's wrong?::_

"Wrong? Why would anything be wrong? We just saved the world again. That's like some sort of record, right? I mean, that was the third time! And we actually _lived_," Sam almost choked on the word, "through it all! You. Me. It's like…"

_::Tell me, tell me. _::

Despite the part of his mind telling him that he could confess his worries to his guardian, Sam found himself reluctant to speak. He wasn't a child who could go running to his friend to chase away his fears. Bumblebee had more important things to worry about than Sam's feelings.

But as he cast a glance at his guardian, he saw that Bumblebee was staring at him with concern, optics searching his face anxiously. Sam knew that if he kept everything inside, he was sure to have some kind of mental breakdown. How many more nights could he continue on only a few nightmare-filled hours of sleep? How many more hours could he wander around what was left of Chicago, trying to find something that would occupy him long enough to forget his memories? But somehow, his fears seemed too childish to mention.

"I…" Sam found he couldn't go on, and turned his attention to his feet.

Bumblebee waited in silence for Sam to continue, but when his charge made no effort to speak again, he reached out and gently picked up his human friend, holding him against his chest. Both hands curled around the boy, forming a protective shield against the darkness of the night.

Sam stiffened at first, startled at finding himself held in Bee's grip, but the comfort of his friend broke through the weakened barriers he had tried so hard to put up. Despite his hardest efforts, Sam felt a few tears escape his eyes as all the pent-up pain and exhaustion finally made themselves fully known. So much for any of the pride and control he'd had left.

Sam suddenly found himself trembling harder than he could ever remember doing before. He could only cling to the friend he'd almost lost, trying to reassure himself that his memories were just memories. He could feel the warmth and steady hum of his guardian's spark working to calm him, reassuring him that yes, his friend was _alive_.

"You have no idea…" he finally managed to choke out. "How frightened I was. I saw the Xantium blow up…and I thought…then Soundwave…" Sam trailed off, struggling to continue. "Both times…I thought I'd lost you. And I can't forget it. I keep seeing it replay over and over…I keep seeing you dead."

Bumblebee said nothing, but held his charge a little tighter. He couldn't help but remember that day in Egypt when he had seen Sam die, or the memories that had haunted him for months afterwards.

Sam managed a shaky laugh, trying not to sound too embarrassed. "Sorry. I probably sound like an idiot."

_::You don't have to say you're sorry.::_ Bumblebee knew how hard it was for Sam to admit what he was feeling. The boy wasn't one to have heart-to-heart talks about everything that bothered him, but was more likely to stuff his feelings inside until they finally exploded out.

Sam pressed his palm against Bee's armor, sending an unspoken message of gratefulness at Bee's acceptance and for the fact that the two of them were together. He felt a strange sense of peace as he relaxed into the warmth of Bee's hands. So much had built up inside him that it was a relief to get it all out. He doubted that his nightmares would end instantly, but voicing his problems made him start to feel just a tiny bit better.

Sam laid his head against his protector, closing his eyes. For the first night since the destruction of Chicago, he couldn't feel a single memory try to taunt him. As he began to drift off to sleep, he realized that the answer to finding peace could actually be found in his fear of what he almost lost. The key was the recognition of one tiny word…_almost_. The presence of his living guardian was a solid confirmation of that "almost" – something that was enough to quench even the darkest of memories.

* * *

_Lyrics taken from:_

_"We Are the Champions" – Queen_

_"Tell Me What's Wrong" – The Subdudes_

_"You Don't Have to Say You're Sorry" – Patti Austin_


End file.
